DIRECTORY OF CONTACTS

(1)

D IRECTORY OF C ONTACTS

The table of contents and index should help you locate information. However, if you have a question and the answer is not in this booklet, contact the appropriate resource noted below.

On all correspondence, reference your name, Social Security number and current mailing address.

Directory of contacts

For answers to questions about Write Or call/contact via Internet

Unisys Benefits Service Center

· enrollment

· changing benefit elections

· COBRA coverage

Unisys Benefits Service Center PO Box 9233

Boston MA 02205-9233

· 1-800-600-4015, 24 hours a day, 7 days a week; Participant Service Representative, 8:30 am to midnight any business day (except NY Stock Exchange holidays)

· hearing impaired, 1-800-610-4015

· http://www.netbenefits.fidelity.com Health Alliance Plan HMO

· plan benefits

· primary care physician selection

· claims

Health Alliance Plan (HAP) 2850 West Grand Blvd.

Detroit MI 48202

· 1-800-422-4641 1-313-872-8100 weekdays 8 am to 6 pm

· http://www.hapcorp.org Blue Cross Indemnity Plan (CMM100)

· plan benefits

· claims

Blue Cross Blue Shield of Michigan National Account Service Center PO Box 341

Detroit MI 48231

1-800-637-2227 reference Group 69900 weekdays 8:30 am to 5 pm

Mail Servi ce Prescription Drug Program (for those in CMM100)

· plan benefits

· difference in cost for brand-name versus generic drugs

· preauthorization

· status of refill request

Merck-Medco Rx Services PO Box 67007

Harrisburg PA 17106-7007

· 1-800-903-4734

24 hours a day, 7 days a week

· hearing impaired 1-800-289-1230 weekdays 8 am to 8 pm Saturday 8 am to noon

· http://www.merck-medco.com Unisys Dental Plan:

· plan benefits

· claims

· preauthorization for dental work costing $300 or more

· PDP network providers

MetLife

Group Dental Claims PO Box 14093

Lexington KY 40512-4093

· 1-800-942-0854, all time zones Monday - Thursday 8 am to 8 pm Friday 8 am to 5 pm

· For local PDP providers:

http://www.metlife.com/dental

· For PDP directories:

1-800-474-7371 Health Care and Day Care

Reimbursement Accounts

· plan benefits

· claims

Unisys Benefits Payment Office (UBPO)

PO Box 2909 — Loop Station Minneapolis MN 55402

· 1-800-223-3580 weekdays 9 am to 7 pm

· hearing impaired, 1-800-325-5961

Sickness and Accident Benefits Hartford Life 1-800-707-5333

(2)

· apply for coverage; increase, decrease, terminate coverage

· change GULP beneficiary

PO Box 9122

Des Moines IA 50306-0905

weekdays 9 am to 6 pm

(3)

(4)

CONTENTS

Flexible Benefits Program ... 1

Introduction... 2

Who Is Eligible and Effective Dates of Coverage... 2

Eligible Dependents... 4

Preexisting Conditions ... 8

How the Flexible Benefits Program Works... 9

Your Choices ... 11

How to Enroll... 17

If You Fail to Enroll ... 18

Interim Coverage... 20

Changing Elections: Status Changes ... 21

When Coverage Ends & Continuation Options ... 31

Return to Work after Coverage Ends ... 31

Your Medical Options ... 33

Introduction... 34

More Information About Your Medical Options... 34

Newborns’ and Mothers’ Health Protection Act... 35

Women’s Health and Cancer Rights Act of 1998... 35

Mail Service Prescription Drug Program ... 36

Unisys Dental Plan... 43

Your Dental Options ... 44

How the Dental Plan Works ... 45

The Annual Dental Deductible ... 46

Dental Coinsurance... 47

Annual and Lifetime Dental Benefit Maximums... 47

Alternative Courses of Treatment ... 47

Reasonable and Customary (R&C) ... 48

Preauthorization Review ... 48

MetLife’s Preferred Dentist Program (PDP) ... 49

Covered Expenses and Providers... 52

Expenses Not Covered ... 58

(5)

CONTENTS

Reimbursement Accounts ... 67

Introduction... 68

Advance Election... 69

Changing Your Reimbursement Account Elections ... 69

Your Contributions ... 69

How the Reimbursement Accounts Work... 71

The Tax Advantage... 73

Covered Health-Care Expenses ... 75

Covered Day-Care Expenses ... 76

Expenses Not Covered ... 77

Requesting Benefits from Reimbursement Accounts ... 78

At Year End . . . Forfeitures and Filing Limitations ... 79

When Before-Tax Contributions End... 80

Continuation Options After Coverage Ends ... 80

Additional Plan Information... 80

Disability Income Benefits ... 81

Introduction... 82

Sickness and Accident Benefits (S&A)... 83

Unisys Long-Term Disability Plan (LTD) ... 90

Other Benefits If Disabled Longer Than 26 Weeks ... 111

Death Benefits ... 113

Introduction... 114

Company-Provided Life Insurance... 115

Accidental Death and Dismemberment (AD&D) Insurance... 120

Business Travel Accident and Seat Belt Insurance ... 123

Group Universal Life Program (GULP) ... 128

Other Benefits Available to Your Survivors ... 129

(6)

CONTENTS

When Coverage Ends & Continuation Options... 131

Introduction... 132

Certification of Creditable Coverage... 132

When Coverage Ends . . . Your Coverage... 133

When Coverage Ends . . . Your Dependents ... 134

COBRA Coverage... 135

Company-Sponsored COBRA ... 139

Extended Dental Benefits ... 149

Extended Company-Provided Life Insurance Benefits ... 149

Conversion to an Individual Life Insurance Policy ... 150

No Conversion Available... 150

Additional Plan Information ... 151

Official Plan Names and Plan Numbers ... 152

Plan Sponsor... 152

Employer Identification Number ... 152

Plan Year ... 152

Type of Plan ... 152

Plan Administrator ... 153

Administrator for Processing Benefits Requests ... 154

How to Appeal a Benefits Request Determination... 155

Right to Recover Excess Payments... 157

Case Review ... 157

Third-Party Liability... 157

Type of Administration and Funding ... 159

Indemnification ... 160

Agent for Legal Process ... 160

Governing Law ... 160

Your Rights Under ERISA... 160

Plan Termination/Revision ... 162

Index ... 163

(7)

CONTENTS

(8)

CONTENTS

(9)

CONTENTS

(10)

(11)

F ^LEXIBLE B ^ENEFITS P ^ROGRAM

(12)

FLEXIBLE BENEFITS PROGRAM

I NTRODUCTION

The Flexible Benefits Program allows you to select, from a number of options, the specific benefits you feel best meet your individual needs. Each year you can reevaluate your benefit choices based on your projected needs for the next year and the options available through Unisys.

W HO I S E LIGIBLE AND E FFECTIVE D ATES OF C OVERAGE

You are eligible to participate in the benefit plans described in this booklet through the end of the current labor agreement if all of the following apply:

_ You are employed as a regular U.S. employee, normally scheduled to work a full-time schedule.

_ Your terms of employment are subject to the collective bargaining agreement between Unisys and Local 1313 of the International Union United Automobile, Aerospace and Agricultural Implementation Workers of America (UAW).

_ You meet the service requirements for participation noted on the following page.

(13)

When you are eligible to participate

In all cases, for benefits to become effective, you must be working your normal full-time schedule on the first scheduled workday concurrent with or immediately following your eligibility date. If you are absent from work when your benefits would otherwise become effective, other than for reasons of an unscheduled workday, coverages begin the first day you are subsequently working your normal full-time work schedule.

Periods of workforce reduction and leaves of absence do not count toward waiting periods for benefit eligibility.

Prior service does not count toward waiting periods for benefit eligibility if your employment ends and you are rehired:

_ after the expiration of your recall rights following a workforce reduction _ after the expiration of an approved leave of absence of one year or less _ more than six months after you started missing work due to a disability

First day of employment

You are eligible to participate in the following benefit plans on your first day of work in an active full-time status.

_ Health Care Reimbursement Account _ Day Care Reimbursement Account _ Unisys Long-Term Disability Plan

_ Business Travel Accident and Seat Belt Insurance

You also are eligible to participate in the optional Group Universal Life Program (GULP) on your first day of work.

After six months of employment

You are eligible to participate in the following benefit plans on the first day of the month coincident with or following the month in which you are actively at work for six months:

_ Medical

_ Sickness and Accident benefits _ Company-Provided Life Insurance

_ Accidental Death and Dismemberment Insurance

(14)

E LIGIBLE D EPENDENTS

If you are eligible and choose coverage, you may include your eligible dependents under your medical and/or dental coverage.

Each eligible dependent you elect to include under your medical and/or dental coverage must be registered. If any of your eligible dependent children do not reside with you (for example, children residing with your ex-spouse), you also must provide the mailing address for the dependents.

You must register dependents when you first enroll, and again when you make changes involving dependents, either during annual enrollment or at the time you make an allowable change due to a change in status (information begins on page 21).

If you acquire new dependents during the plan year and you wish to include them under your medical and/or dental coverages, within 30 calendar days of the date the individual becomes your dependent (for example, through marriage, birth, adoption, guardianship or stepchild arrangement), you must call the Unisys Benefits Service Center at the telephone number listed in front of this booklet.

Note: Other than the exception for newborns or newly adopted children noted below, failure to register each new dependent within 30 calendar days prohibits you from adding the new dependent to your medical coverages until the next annual enrollment period. Depending on when you made your last two-year dental election, you may need to wait an additional year before you can add the dependent to your dental election.

Special note regarding newborns: your newborn or newly adopted child is covered for the first 30 calendar days immediately following birth or adoption, provided you notify the Unisys Benefits Service Center of the new child within 30 calendar days of birth or adoption.

If you fail to notify the Unisys Benefits Service Center of your new child within 30 calendar days following birth or adoption, the baby will have no medical coverage from the date of birth or adoption until the date you contact the Center. Once you do call, the child will be added to your coverage effective on the date of your call if you are enrolled in the Blue Cross Indemnity Plan (CMM100). Contributions for the baby will be made on an after-tax basis.

Coverage will not be retroactive to the date of birth or adoption; it will apply only from the date of your call forward, assuming your medical plan will accept the newborn.

If you are enrolled in the Health Alliance Plan (HAP) HMO and you miss the 30-day deadline, the HMO may refuse the coverage change until the next annual enrollment. In this case, your new child will not be covered until the first of the following year, assuming you add the child during the next annual enrollment.

(15)

To register a dependent, you need the following information:

_ full name and date of birth

_ Social Security number, if available

_ date the person became your dependent (for example, date of marriage for a new spouse and stepchildren residing with you)

_ address, if not residing with you

_ whether or not the individual has other group coverage

_ full-time student status for a child, age 19 or older who you wish to cover under the Unisys Dental Plan

_ depending on the medical option you elect, you also may need to designate a primary care provider (PCP) or clinic for each dependent

Your spouse

Your spouse (including a common-law spouse, if your common-law marriage is recognized by the state in which you reside) may be covered under the available medical options and the dental plan.

Note: If you and your spouse are both employed by Unisys, one of you is eligible for medical coverage through Unisys as a non-bargaining employee and the other is eligible for medical coverage as an employee in UAW 1313, certain restrictions apply to the choices for the non-bargaining spouse (see page 14).

If your spouse is eligible for dental coverage based on current employment with Unisys, your spouse may not be enrolled for dental coverage as an eligible dependent (see page 14).

(16)

Your same-sex domestic partner

A same-sex domestic partner may be covered under the HAP HMO through Unisys (if you participate in that option) and/or the Unisys Dental Plan. Before coverage begins, you must submit a completed Declaration of Domestic Partnership form. The form is available from the Unisys Benefits Service Center at the telephone number listed in front of this booklet. The form specifies that all of the following are met:

_ You are each other’s sole domestic partner and intend to remain so indefinitely.

_ You are of the same gender and neither of you is married to another person.

_ You are each at least 18 years of age and mentally competent to consent to contract.

_ You are not related by blood to a degree of closeness that would prohibit legal marriage in the state in which you legally reside if you were of the opposite sex.

_ You are engaged in a committed relationship of mutual caring and support.

_ You are jointly responsible for each other’s common welfare and you share financial obligations, or one of you is financially dependent on the other.

_ In the last 12 months, you have not enrolled anyone else as a domestic partner for Unisys benefits.

Taxation

Depending on the tax status of your domestic partner:

_ You may not be able to make before-tax contributions for your partner’s coverage.

_ You may have to pay taxes on the value of your partner’s coverage. The value is treated as imputed income

Benefit provisions that apply

The benefit provisions of the HAP HMO plan and the Unisys Dental Plan that apply to a spouse apply to a covered same-sex domestic partner.

Status changes involving your domestic partner

The opportunities to make benefit changes within 30 calendar days of a status change that apply to a spouse also apply to an eligible domestic partner. These include, but are not limited to:

_ options available when a partnership begins or ends (subject to the 12-month limitation between partnerships noted above), or your partner dies

_ medical and/or dental opt-out provisions if you both work for Unisys

(17)

Benefits Service Center at the telephone number listed in front of this booklet.

Your children

For medical

Your natural, unmarried children may be covered under your medical option until the child’s 25th birthday provided:

_ they are legally residing with and dependent on you for more than one-half of their support as defined by the Internal Revenue Code

AND

_ either qualify in the current year for dependency tax status or have been reported as a dependent on your most recent income tax return

For dental

Your natural, unmarried children who are not self-supporting, whether or not they reside with you, may be covered until:

_ the child's 19th birthday

_ the earlier of graduation, loss of full-time student status, or the child's 23rd birthday, if your child is a registered full-time student in an accredited institution for higher learning, such as a college, university or an accredited vocational school — you will be asked periodically to provide written proof of full-time student status

Stepchildren and children of your covered domestic partner

Stepchildren who reside with you also may be covered based on the same age and student- status requirements as your natural children.

If your covered domestic partner’s children reside with you and you cover your domestic partner, the children also may be covered in HAP HMO (if you participate in that option) based on the same age and student-status requirements as your natural children. However, depending on the tax status of your domestic partner’s children:

_ You may not be able to make before-tax contributions for their coverage.

_ You may have to pay taxes on the value of their coverage. The value is treated as imputed income.

(18)

Adopted children

Coverage for an adopted child, or a child pending adoption, is available when the child begins to reside with you.

Legal guardianship

An unmarried child for whom you are a legal guardian also may be covered based on the same age and student-status requirements as your natural children, provided all of the following criteria apply:

_ primarily supported by you _ resides with you

_ claimed as a dependent by you for federal income tax purposes

_ has no other health-care coverage available through the benefits program of a natural parent

_ documentation proving legal guardianship is provided to the Unisys Benefits Service Center within 30 calendar days after the date you obtain status as a legal guardian for the child

Disabled children

If you have a child who is incapable of self-support because of a mental or physical

impairment, that child may continue to be covered, regardless of age, if both of the following conditions are satisfied:

_ the child is covered by the plan sponsored by Unisys at the time the child reaches the age limits noted earlier (age 19, 23 or 25, as appropriate) and the child is disabled before these ages

_ proof of your child's disability is provided to the Unisys Benefits Service Center within 30 calendar days after the date coverage would normally end for the child, and periodically thereafter when requested

Qualified Medical Child Support Order

As required by the Federal Omnibus Budget Reconciliation Act of 1993, if your child is an alternate recipient under a Qualified Medical Child Support Order (QMCSO), the child is considered as having a right to dependent coverage under the medical and dental plans sponsored by Unisys, provided the child meets the age and student-status requirements described earlier in this booklet.

(19)

you must enroll on a timely basis for coverage to be effective.

(20)

H OW THE F LEXIBLE B ENEFITS P ROGRAM W ORKS

You make benefits decisions by choosing among options in several benefit areas. In each benefit area you choose from different coverage options, each with a required contribution per pay period. This is the amount you pay. Unisys pays the rest, except for long-term disability coverage, which is fully paid by you.

Tax advantage

The Program provides a tax-effective way to share the cost of coverage. Contributions are taken from your pay on a before-tax basis (except if you choose the after-tax long-term disability option). Before-tax contributions reduce your taxable income for federal income and Social Security (FICA) taxes, as well as state and local taxes in most jurisdictions.

The before-tax contributions you make for your flexible benefits elections could reduce the annual amount you can contribute to the Unisys Savings Plan. If you are affected by the applicable Internal Revenue Code imposing this limitation, you will be notified.

Coverage for a same-sex domestic partner and your partner’s children may not be extended the same tax-favored status as noted above:

_ You may not be able to make before-tax contributions for their coverage.

_ You may have to pay taxes on the value of their coverage. The value is treated as imputed income.

Your contributions

Each option has a required contribution based on a number of factors, such as the terms of your bargaining agreement, changes in premium costs, the option you elect, and the dependents you choose to cover.

Before you enroll, you receive a statement of your options and the contributions associated with each option.

Medical contributions

For medical, contributions are based on your bargaining agreement, the medical option you elect, the dependents you choose to cover, and changes to the premium costs.

(21)

Medical opt-out cash incentive: Unisys offers a cash incentive if you decline medical coverage through the company, provided you have medical coverage elsewhere as noted below. You can use this cash to spend on other benefits, fund a reimbursement account, or take as taxable additions to your pay. Note: if you opt out, Unisys assumes you have coverage elsewhere.

_ If you have group medical coverage or individual medical coverage elsewhere (for example, coverage as a dependent through your spouse’s employer, post-retirement coverage from another employer, coverage through a professional organization, or medical coverage due to prior military service), you can opt out of the Unisys medical options and receive a cash incentive. (Note: The loss of coverage through an individual medical plan is not a change in status that would allow you to make a change in your medical election.)

_ If you are married to another Unisys employee, some restrictions may apply. Refer to page 14 for additional information.

_ If you are eligible for Medicare, federal law does not allow you to opt out of the medical coverage through Unisys and receive a cash incentive. However, you may opt out and receive the cash incentive if you have coverage primary to Medicare under another group plan.

_ If you or your eligible dependents are eligible for Medicaid, you cannot:

· decline coverage through Unisys for those eligible for Medicaid

· opt out of medical coverage and receive the cash incentive

(Note: The end of Medicaid coverage is not a change in status that would allow you to make a change in your medical election.)

Dental contributions

Contributions for dental vary based on the family members you choose to cover. Required contributions are subject to change each year.

Each year, Unisys determines how much of the cost of dental coverage the company will pay. Once the amount of the company contribution is determined, the required employee dental contribution is established as the difference between the projected cost of coverage and the company’s contribution.

Dental opt-out cash incentive: Unisys offers a cash incentive if you decline dental coverage through the company. You can use this cash to spend on other benefits, fund a

reimbursement account, or take as taxable additions to your pay.

You do not need dental coverage elsewhere to opt out of the Dental Plan. If you are married

(22)

Long-term disability (LTD) contributions

This optional coverage is fully paid by you.

LTD contributions depend on your pay as of the last payday in August of the preceding year (or your date of hire, if later) and the rate per $100 of pay charged by the insurance

company providing the LTD policy.

For purposes of the Unisys Long-Term Disability Plan, pay is defined beginning on page 97.

Life insurance and AD&D contributions

Company-Provided Life Insurance is provided by Unisys in the amount of one and one-half times your annual pay. Accidental Death & Dismemberment Insurance (AD&D) is provided by Unisys in the amount of one times your annual pay.

For purposes of determining your coverage amounts for Company-Provided Life and AD&D, the definition of pay is determined under the terms and conditions in effect as of May 10, 1999 for Company-Provided Life Insurance for active non-bargaining Unisys employees. This is the same definition of pay for the LTD option that includes base pay plus supplemental pay. (The definition begins on page 98).

Y OUR C HOICES

Under the Flexible Benefits Program, you determine your coverage by choosing among options in the benefit areas shown on the charts on the following two pages. For medical and dental, you also choose which family members to cover.

(23)

Benefit area Choose whom to cover Choose coverage option

No one No coverage

Participant only (just yourself)

Medical

Health Alliance Plan (HAP) HMO

Participant + one (yourself plus one dependent)

Participant + two or more

(yourself plus two or more dependents)

Blue Cross Indemnity Plan (CMM100)

Benefit area Choose whom to cover Choose coverage option

No one No coverage

Participant only (just yourself)

Dental *

Participant + spouse (yourself and your spouse)

Coverage under the

(24)

ENEFITS PROGRAM

(yourself, your spouse, and your children)

* election effective 2 enrollment periods

(25)

Benefit area Choose option Choose contribution option

No coverage

Long-Term Disability (LTD)

Before-tax contributions

contributions made with before- tax dollars; if later eligible for benefits, LTD payments are taxable income

Base pay only

coverage/contribution on base pay only

Base pay plus supplemental pay

coverage/contribution on base pay plus supplemental pay

After-tax contributions

contributions made with after- tax dollars; if later eligible for benefits, LTD payments are not taxable for federal or most state income tax purposes

Benefit area No need to make a choice

Company-Provided Life Insurance

One and one-half times pay

Benefit area No need to make a choice

Accidental Death &

Dismemberment Insurance

One times pay

(26)

ENEFITS PROGRAM

Day Care Reimbursement Account

before-tax contribution up to

$5,000 per year ($2,500 if married and filing a separate income tax return)

(27)

Restrictions involving your choices

Unisys families — two eligible Unisys employees

Medical restrictions: There are certain restrictions that apply to Unisys families for medical coverage:

_ If you are an eligible Unisys employee in UAW 1313 and your spouse or domestic partner also is an eligible Unisys employee in UAW 1313, one of you can opt out of medical coverage and receive the cash incentive while the other elects to cover you as a dependent.

_ If your spouse or domestic partner is a full-time non-bargaining Unisys employee, your spouse or domestic partner cannot opt out of medical coverage, be covered as your dependent, and receive a cash incentive for opting out of medical coverage. You may not be considered a covered dependent under your spouse or domestic partner’s Unisys medical coverage. And your children may not be covered under both plans.

_ If your spouse or domestic partner is a part-time non-bargaining Unisys employee eligible to participate in the Unisys Flexible Benefits Program, your spouse or domestic partner may opt out of medical coverage and be covered as your dependent. There is no cash incentive to do so.

Dental restrictions: There are certain restrictions that apply to Unisys families for dental:

_ If you are a full-time Unisys employee and your spouse or domestic partner is a full- time Unisys employee

· You cannot opt out of dental coverage, be covered as a dependent by your Unisys spouse or domestic partner and receive the cash incentive.

· You or your Unisys spouse/domestic partner can elect to cover dependent children, but both of you cannot cover the children.

· If you both opt out of dental coverage, only one of you can receive the cash incentive. The incentive is paid to the Unisys employee whose birthday is earlier in the year.

_ If you are an eligible employee in UAW 1313 and your dependent is a part-time non- bargaining Unisys employee:

· You may choose to cover yourself — if you do, your Unisys spouse or domestic partner may not also cover you as a dependent.

· You may choose to cover yourself and your children — if you do, your Unisys

(28)

Your choices could affect subsequent enrollment choices

The choices you make when you enroll in the Flexible Benefits Program could affect or restrict the choices you subsequently are allowed to make — either during an annual enrollment or as the result of a status change (see information beginning on page 21). The following information should be considered before you make your elections.

Dental: Unlike decisions in other benefit areas, dental choices stay in effect for two enrollment periods.

This restriction protects the Plan from adverse selection. Since major dental work tends to be expensive and predictable, enrollment changes every year would enable participants to schedule most dental care in a year when coverage is elected and postpone care in a year when no coverage is elected. This would increase the overall cost of the dental plan for you and the company.

The following example illustrates how the two-enrollment-period restriction works.

Assume Marilyn elects no dental coverage as of January 1, 1999. Her next opportunity to join the Plan is the annual enrollment period for coverage effective January 1, 2001.

If Marilyn does not join the dental plan effective January 1, 2001, she can join the Plan during the annual enrollment period for coverage effective

January 1, 2002, since her dental election already was in effect for at least two enrollment periods.

If Marilyn joins the plan effective January 1, 2002, a new two-year restriction is in place and she is not eligible to opt out of coverage for two enrollment

periods, until January 1, 2004.

The two-enrollment-period restriction applies to the option you choose and to your selection of dependents to be included. However, if you are a participant and you experience a status change while you are under the two-enrollment-period restriction, you may be able to change your family members covered. (See information beginning on page 21.)

The two-enrollment-period does not apply in the limited circumstances noted on page 22.

(29)

Unisys Long-Term Disability Plan (LTD): If you decline coverage under the Unisys LTD Plan — or if you were ever denied coverage under one of the company's long-term disability plans — and at a later date you decide you want to participate, your LTD coverage begins on the first day you work your normal full-time schedule after the Unisys Benefits Service Center is notified that you have submitted satisfactory proof of your good health within required time frames and Hartford Life has approved your coverage.

Health Care Reimbursement Account: You may be allowed to increase participation, begin participation or cease participation in the Health Care Reimbursement Account as the result of a status change. (See information beginning on page 21.)

Your Health Care Reimbursement Account election does not carry forward from one year to the next without a new election.

Day Care Reimbursement Account: You may be allowed to change your Day Care

Reimbursement Account election as the result of a status change. (See information beginning on page 21.)

Your Day Care Reimbursement Account election does not carry forward from one year to the next without a new election.

(30)

H OW TO E NROLL

The Internal Revenue Service (IRS) requires that irrevocable elections be registered in advance of the enrollment period. Once the enrollment deadline passes, your elections are officially registered. You may later change your elections if you experience a change in status that allows you to change your elections. (See information beginning on page 21.)

New employees

You have 30 calendar days, measured from your date of hire or, if later, the date you first become eligible for the Program, to enroll in:

_ Unisys Long-Term Disability Plan _ Health Care Reimbursement Account _ Day Care Reimbursement Account

During this 30-day period, it is assumed that you want to participate in the Long-Term Disability Plan on an after-tax basis, unless you submit a written waiver of participation in the Plan.

Medical and dental coverage:

You have until the day before the end of the applicable waiting periods for medical and dental coverage (six months and 18 months respectively) to enroll for these coverages.

Before each enrollment deadline, you receive personalized enrollment materials and instructions.

Your medical and dental elections become effective on the later of:

_ the first of the month concurrent with or immediately following completion of the required waiting periods

_ the day you call the Unisys Benefits Service Center, as long as the call is received within 30 calendar days of your eligibility for the coverage

For medical or dental coverage to become effective, you must still be actively employed and not on an approved unpaid leave of absence at that time. If you are on an unpaid leave of absence, your elections become effective when you return to work, provided you met the required waiting period before your leave of absence started.

If your enrollment is not registered within the 30-day period, Unisys is required to make choices for you. Default coverage is assigned to you (see page 18).

(31)

Annual enrollment

.

Because your needs could change, you have the opportunity to make flexible benefits decisions each year. You are encouraged to reexamine your benefit elections and make any allowable changes you feel are necessary to meet your needs for the following year.

Before you make benefit decisions during an annual enrollment, you receive personalized enrollment materials.

If you do not register your benefits changes by the enrollment deadline, your current year's coverages, if available, continue into the next year at new contribution levels. The exceptions are reimbursement account elections. These do not carry forward from one year to the next.

I F Y OU F AIL TO E NROLL

Unisys is required by federal law to have choices registered in advance of the enrollment period for each participant in the Program. Therefore, if you don't register your elections by the enrollment deadline, Unisys is required to make your benefit choices for you. The coverages assigned to you are referred to as “default coverage.”

Default coverages for new hires (or newly eligible individuals) and the annual enrollment are defined below and on the following two pages.

If your coverage under the Flexible Benefits Program ends for any reason and you

subsequently return to work, special provisions may apply to your default coverage. Refer to page 31.

Default coverage for new hires or newly eligible individuals

Unisys wants you to register your elections to reflect the options you feel best suit your benefit needs. If you fail to do so by the enrollment deadlines. Unisys is required to make choices for you. The choices assigned by Unisys are collectively called “default coverage.”

Default coverage applies to different programs and time frames, depending on your length of employment, as noted in the chart on the following page.

(32)

Default coverage after first month of employment

Coverage Eligible full-time employees

Effective date calendar day 31

Long-term disability (LTD) No coverage — satisfactory proof of good health required for future enrollment

Reimbursement accounts None

Default medical, S&A and insurance coverages after six months

Effective date first of month coincident or following the month in which you are actively at work for six calendar months Medical No coverage — no cash incentive for first enrollment

period

S&A benefits Covered

Company-Provided Life Insurance

Covered: one and one-half times pay

AD&D Insurance Covered: one times pay

Default dental coverages after 18 months

Effective date first of month coincident or following the month in which you are actively at work for 18 calendar months Dental No coverage — for two enrollment periods; no cash

incentive for first enrollment period

Unless you have a status change as described beginning on page 21, once you are assigned default coverage:

_ you cannot change your LTD, medical or reimbursement account options until the next

(33)

Default coverage for annual enrollment

If you don't register benefit changes by the annual enrollment deadline, your benefit options for the previous year — using the new contribution rates — remain in effect. The exceptions are reimbursement account elections. These do not carry forward into the next year without a new election.

Once you are assigned default coverage, you cannot change your options until the next annual enrollment period, unless you have a status change as described beginning on page 21.

I NTERIM C OVERAGE

During the first 30 calendar days of employment, or until the date you call the Unisys Benefits Service Center, if earlier, interim coverage is assigned to you.

Interim coverage

Long-term disability (LTD) After-tax participation assumed, unless a coverage waiver is signed or unless you previously declined and/or were denied LTD coverage under one of the company's LTD plans

Reimbursement accounts None

Interim coverages differ if you are in an active employment status with Unisys immediately prior to becoming eligible as an employee in UAW Local 1313. In this case, your service before your date of transfer counts and determines which programs are effective following your transfer:

_ If you already worked for Unisys longer than the six-month and 18-month waiting periods that apply to certain coverages for UAW Local 1313: the benefits provided under the plans in effect prior to your transfer apply until the date you call the Unisys Benefits Service Center to register your new elections or the 31st calendar day following your transfer, whichever is sooner. If you have not called by the 31st calendar day following your transfer, the default coverages noted for newly eligible employees in UAW Local 1313 apply (with the exception of LTD; LTD is defaulted to your election before your transfer date and the rate of pay that applies is your

annualized base rate of pay following your transfer).

_ If you have not yet worked for Unisys longer than the six-month and 18-month

(34)

C HANGING E LECTIONS : S TATUS C HANGES

You can change some benefit elections during the year if all of the following apply:

_ You have a change in status as described in the following pages.

_ The election you request is consistent with the circumstances of your status change or is allowable under the provisions of the Health Insurance Portability and Accountability Act of 1996 (HIPAA). For example, the birth of a child would allow you to add coverage for children; it would not allow you to drop coverage for a spouse.

_ Within 30 calendar days of the status change, you request the allowable changes in your benefit elections by contacting the Unisys Benefits Service Center at the telephone number listed in front of this booklet.

Timing of changes

Allowable benefit changes are effective on the date of the status change, provided the changes are registered through the Unisys Benefits Service Center within 30 calendar days following the date of the status change.

Failure to register new dependents within the 30-calendar-day deadline prohibits you from adding them to your health-care coverages until the next annual enrollment.

Special note regarding newborns and newly adopted

Your newborn or newly adopted child is covered for the first 30 calendar days immediately following birth or adoption, provided you notify the Unisys Benefits Service Center of your new child within 30 calendar days of birth or adoption.

If you fail to notify the Unisys Benefits Service Center of your new child within 30 calendar days following birth or adoption, the baby will have no medical coverage from the date of birth or adoption until the date you contact the Center. Once you do call, the child will be added to your coverage effective on the date of your call if you are enrolled in the Blue Cross Indemnity Plan (CMM100). Contributions for your baby will be made on an after-tax basis.

Coverage will not be retroactive to the date of birth or adoption; it will apply only from the date of your call forward, assuming your medical plan will accept the newborn.

If you are enrolled in HAP HMO and miss the 30-day deadline, the HMO may refuse the coverage change until the next annual enrollment. In this case, your new child will not be covered until the first of the following year, assuming you add the child during the next annual enrollment.

Dependents no longer eligible for coverage

(35)

usual 30-day time frame. There are no retroactive adjustments to your contributions if you fail to provide timely notice.

(36)

Restrictions involving status changes

Generally, the benefit changes you request must be consistent with the circumstances of your status change. Further, if your current enrollment choices restrict you from electing certain options, the restrictions (as noted below and in the section beginning on page 15) continue to apply.

Dental

In general, a two-year enrollment restriction applies to participation or opting out of the dental plan. In the event of a status change, you cannot add or drop dental coverage for yourself. If you are a Plan participant, you can change your family members covered consistent with the circumstances of your status change.

If you do not contact the Unisys Benefits Service Center within 30 calendar days of your status change, you may not add coverage for a new spouse, a new domestic partner, or a new child until the next enrollment period in which you are eligible to make dental changes.

There is an exception, however. If all three conditions below are met, you can change from an opt-out to participation in the dental plan.

1. You declined participation in the Unisys Dental Plan for yourself or your dependents due to dental coverage through your spouse’s employer or your domestic partner’s

employer.

2. Dental coverage is involuntarily lost because either:

· Your spouse or domestic partner loses dental benefits due to the loss of employment.

· You or your dependents no longer qualify under the other employer’s plan. (For example, due to divorce or dissolution of the domestic partnership.)

3. Within 30 calendar days of the date coverage is lost, you call the Unisys Benefits Service Center to request dental coverage for yourself and any eligible dependents previously covered under the other employer’s plan.

Unisys Long-Term Disability Plan (LTD)

If you request LTD participation as a result of a status change, you are required to provide satisfactory proof of good health. Coverage is effective the first day you work your normal full-time work schedule after the Unisys Benefits Service Center is notified that you have submitted satisfactory proof of good health and Hartford Life has approved your coverage.

Status changes/allowable benefit changes

(37)

page 135.

(38)

Benefit changes allowed within 30 calendar days of status change:

Type of status change:

Marriage*

Benefit Program Benefit changes you can make

Medical

if you already are eligible to participate

· Add new spouse and stepchildren residing with you (if you previously did not cover your own children, you cannot add them)

· Add coverage if you previously had opted out of coverage

· Change from one medical option to the other

· Drop coverage if your new spouse’s employer covers you Dental

if you already are eligible and you participate

Add new spouse and stepchildren residing with you

· If you previously did not participate, you are not eligible to participate until after you meet any two-enrollment-period restriction

· If you did not cover your own children prior to your marriage, you cannot add them

Long-term disability Add coverage subject to satisfactory proof of good health Health Care

Reimbursement Account

· Begin participation

· Increase participation

· Stop participation Day Care

· Decrease participation

· Stop participation

* If you begin a same-sex domestic partner relationship, you are eligible to make the same benefit changes as noted above for marriage. However, before coverages become effective for your domestic partner (and your partner’s children who reside with you, if any), within 30 calendar days of the date the relationship begins you must request the benefit changes and submit a completed Declaration of Domestic Partnership form. The form is available upon request from the Unisys Benefits Service Center at the telephone number listed in front of this booklet.

You may not cover a different same-sex domestic partner within the 12-month period following the date coverage ends for anyone else covered through Unisys as your same- sex domestic partner.

(39)

Benefit changes allowed within 30 calendar days of status change (continued):

· Divorce*

· Legal separation

· Annulment

· Death of spouse*

Benefit Program Benefit changes you can make

Medical

· Drop coverage for former spouse and stepchildren Note: if you previously covered your own children, you cannot drop coverage for them

· Add coverage for yourself and your children who were:

- previously not covered through Unisys and - were covered under your former spouse’s medical

plan Dental

· Drop coverage for former spouse and stepchildren Note: if you previously covered your own children, you cannot drop coverage for them

· Add coverage for yourself and your children who were:

- previously not covered through Unisys and

- were covered under your former spouse’s dental plan Long-term disability Add coverage subject to satisfactory proof of good health Health Care

· Stop participation Day Care

· Increase partic ipation

* If your same-sex domestic partnership ends or your partner dies, you are eligible to make the same benefit changes as noted above. However, you must submit a completed Declaration of Termination of Domestic Partnership form within 30 calendar days of the date the partnership ends. The form is available upon request from the Unisys Benefits Service Center at the telephone number listed in front of this booklet.

You may not cover a different same-sex domestic partner within the 12-month period

(40)

· Spouse* loses employment (or begins an unpaid leave)

· Spouse* loses benefits due to reduction in hours

· Spouse’s* employer eliminates employer subsidy for benefits

Benefit Program Benefit changes you can make Medical

· Add coverage in your current medical option for eligible family members previously covered under spouse’s plan

· Add coverage for those previously covered under spouse’s plan

· Change from one medical option to the other Dental

Add coverage for yourself and/or eligible family members previously covered under spouse’s plan

Day Care Reimbursement Account

* If your same-sex domestic partner loses employment, goes on an unpaid leave of absence, or loses benefits due to a reduction in hours, you are eligible to make the same benefit changes as noted above for a spouse in similar circumstances. However, before coverages become effective for your domestic partner (and your partner’s children who reside with you, if any), within 30 calendar days of the event you must request the benefit changes and submit a completed Declaration of Domestic Partnership form. The form is available upon request from the Unisys Benefits Service Center at the telephone number listed in front of this booklet.

You may not cover a different same-sex domestic partner within the 12-month period following the date coverage ends for anyone else covered through Unisys as your same- sex domestic partner.

(41)

· Spouse* gains employment

· Spouse* returns to work following an unpaid leave of absence

Benefit Program Changes you can make

Medical Drop coverage for yourself or dependents covered under spouse’s plan

Dental Drop coverage for dependents covered under spouse’s plan (but not for yourself)

Health Care Reimbursement Account

Stop participation

* If your same-sex domestic partnership gains employment or returns to work following an unpaid leave of absence, you are eligible to make the same benefit changes as noted above for a spouse gaining employment or returning to work following an unpaid leave of absence.

(42)

· Birth of a child

· Adoption or placement of a child for adoption*

Medical

· Add your spouse and all family members to your current medical option, provided the new child is included in your election

· Add coverage for yourself and all family members, if you previously opted out of medical coverage and the new child is included in your election

Dental

Add the new child

* Refer to the information on page 21 regarding the availability of medical coverage if you fail to notify the Unisys Benefits Service Center of the birth of a newborn or a newly adopted child within 30 calendar days.

(43)

· Obtain guardianship of a child

· Obtain custody of a child

· Comply with a Qualified Medical Child Support Order (QMCSO)

Benefit Program Changes you can make Medical

· Add coverage under your current medical option only for the new child

· Change from one medical option to the other, provided the new child is included in your election

· Add coverage for yourself and the new child, if you previously opted out of medical coverage

Dental

Add coverage for the new child if you participate in the plan

(44)

Dependent child loses eligibility due to:

· age

· loss of full-time student status

· marriage

· death

Medical Drop coverage for that child Dental Drop coverage for that child Health Care

Stop participation

(45)

Status change/benefit changes allowed within 30 calendar days of event (continued):

Household move

Medical

· Change to Blue Cross CMM100 if you move out of the HAP service area

· Change to HAP if you move from a non-HAP service area to a HAP service area

Health Care Reimbursement Account

· Begin participation if you are required to change your medical option due to movement out of the HAP service area

· Increase participation if you are required to change your medical option due to movement out of the HAP service area

· Stop participation if you are eligible to join HAP and do so as the result of your move

If your move results in a change in day-care providers:

COBRA continuation period exhausted

Medical

· Add coverage for yourself if you previously opted out of medical coverage due to COBRA coverage

· Add your dependents to your medical coverage, but only those you previously did not cover because they

participated in COBRA coverage

(46)

W HEN C OVERAGE E NDS & C ONTINUATION O PTIONS

Generally, your benefit coverages end during periods for which you receive no pay and/or you are not in an active employment status. You may be eligible to continue health-care coverage through COBRA after your benefits end.

For important information about when your benefit coverages end, company-sponsored COBRA coverage (available in cases of workforce reduction or layoff, disability leave of absence, approved unpaid leave of absence, or death) and COBRA coverage in general, refer to the section beginning on page 131.

R ETURN TO W ORK AFTER C OVERAGE E NDS

If your coverage ends for any reason, and you subsequently are reemployed, you must again meet the waiting periods for participation in the various benefit programs.

If you were not previously enrolled in the LTD Plan when your employment ended, satisfactory proof of good health is required and must be approved by Hartford Life before participation in the LTD Plan begins.

Workforce reduction or approved leave of absence

Time while you are not working does not count toward meeting eligibility waiting periods.

If your termination was due to a workforce reduction and you return to work within your recall period, you do not need to wait six months for your medical, life, AD&D and S&A coverages to become effective or 18 months for your dental coverage to become effective.

_ If you met these waiting periods before your workforce reduction, no new waiting periods apply.

_ If you did not meet the waiting periods before your workforce reduction, only the unmet balance of the waiting period applies.

A return to work before the expiration of an approved leave of absence is treated the same as a recall during your recall period.

(47)

If you are reemployed in the same enrollment period

If you are reemployed by Unisys and complete any required waiting periods in the same enrollment period during which coverage ended, the benefit elections in effect when your coverage ended are reinstated after you again meet the eligibility requirements.

For example, assume Janet resigns February 10 and is rehired May 15. At the time of her resignation, assume she was in Blue Cross CMM100 for herself and one dependent, the Unisys Long-Term Disability Plan (LTD) on an after-tax basis, and a Health Care Reimbursement Account.

When Janet returns, LTD and Health Care Reimbursement Account

participation are reinstated immediately. Participation in Blue Cross CMM100 will be reinstated December 1 (the first of the month after she has six months of current service).

Any change you make due to a status change during your COBRA period is reflected in the reinstated coverages. These coverages cannot be changed for the balance of the enrollment period unless you have another status change that allows you to reexamine your benefit elections.

For example, keep all of the previous assumptions about Janet, but this time also assume that she gets married after her resignation and adds her new husband to her COBRA coverage within 30 calendar days of the marriage. In this case, her participation in the medical plan reinstated as of December 1 will include her new spouse.

If you are reemployed in a subsequent enrollment period

If you are reemployed by Unisys and complete any required waiting periods in an enrollment period subsequent to the one during which coverage ended, you must make new benefits elections that become effective as if you are a new hire.

(48)

Y ^OUR M ^EDICAL O ^PTIONS

Complete details on covered services, exclusions, limitations, how the plan works, and grievance procedures are contained in the following documents available from the plans:

_ for Health Alliance Plan (HAP), in the HMO Subscriber Contract

_ for Blue Cross Indemnity Plan (CMM100), in the Certificate of Insurance, reference Group #69900

(49)

MEDICAL OPTIONS

I NTRODUCTION

The medical options available through Unisys are:

_ the Health Alliance Plan (HAP) HMO

_ the Blue Cross Indemnity Plan (CMM100) — this option includes the mail-service prescription coverage described beginning on page 36

If you participate in one of these medical options through Unisys, you also decide which of your eligible dependents to cover under the option you elect.

If you experience a status change, you may be able to change your medical option and/or family members covered, depending on the type of status change. Refer to the information beginning on page 21.

In addition to the two medical options noted above, you can opt out of medical coverage through Unisys and receive a cash incentive if you meet the criteria noted on page 10.

Note: Special provisions apply with respect to your medical elections if you and any of your dependents are full-time Unisys employees. See page 14.

M ORE I NFORMATION A BOUT Y OUR M EDICAL O PTIONS

Complete details on covered services, exclusions, limitations, how the plan works, and grievance procedures are contained in the following documents available from the plans:

_ for the HAP HMO, in the HMO Subscriber Contract

_ for the Blue Cross Indemnity Plan (CMM100), in the Certificate of Insurance, reference Group # 69900

Information about the Mail Service Prescription Drug Program that supplements the Blue Cross Indemnity Plan begins on page 36.

(50)

MEDICAL OPTIONS

N EWBORNS ’ AND M OTHERS ’ H EALTH P ROTECTION A CT

Under federal law, group health plans and health insurance issuers offering group health insurance coverage generally may not restrict benefits for any hospital length of stay in connection with childbirth for the mother or newborn child to less than 48 hours following a vaginal delivery, or less than 96 hours following a Cesarean section. However, a shorter stay may be paid if the attending provider (for example, the attending physician, nurse, midwife or physician assistant), after consultation with the mother, discharges the mother or newborn earlier.

Also, under federal law, plans and issuers may not set the level of benefits or out-of-pocket costs so that any later portion of the 48-hour (or 96-hour) stay is treated in a manner less favorable to the mother or newborn than any earlier portion of the stay.

In addition, a plan or issuer may not, under federal law, require that a physician or other health-care provider obtain authorization for prescribing a length of stay of up to 48 hours (or 96 hours). However, to use certain providers or facilities, or to reduce your out-of- pocket costs, you may be required to obtain precertification. For information on precertification, contact your plan.

W OMEN ’ S H EALTH AND C ANCER R IGHTS A CT OF 1998

The Women’s Health and Cancer Rights Act requires group health plans that provide coverage for mastectomies to also cover reconstructive surgery and prostheses following mastectomies. The law mandates that a member receiving benefits for medically necessary mastectomy who elects breast reconstruction after the mastectomy, will also receive coverage for:

_ reconstruction of the breast on which the mastectomy has been performed

_ surgery and reconstruction of the other breast to produce a symmetrical appearance _ prostheses

_ treatment of physical complications of all stages of mastectomy, including lumphedemas

This coverage will be provided in consultation with the attending physician and the patient and will be subject to the same annual deductibles and coinsurance provisions that apply for the mastectomy.

If you have any questions about your coverage for mastectomies and reconstructive surgery, you are encouraged to contract your plan.

DIRECTORY OF CONTACTS